Notes to the financial statements

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Proposal by the Board of Directors

Proposal by the Board of Directors for the appropriation of the retained earnings 2014

CHF 1 000

2014

2013

Net profit for the year

129 048

76 747

Earnings carried forward

865 211

792
346

Allocation/ reduction to treasury share
reserves

200

–3 882

Retained earnings

994 459

865
211

Dividend payment CHF 14.57 per registered share1

–59 750

To be carried forward

934 709

865
211

Proposal by the Board of Directors for the appropriation of reserves from capital contributions

CHF 1 000

2014

2013

Reserves from capital
contributions carried forward from previous year

9 983

38 689

Balance as of 31
December 2014

9 983

38
689

Dividend payment
out of reserves from capital contributions of CHF
2.431

–9 965

–28
706

Reclassification
of reserves from capital contribution to retained
earnings

–18

To be carried forward

9
983

1 The dividend payment is based on
the issued share capital as of 31 December 2014. No distribution
will be made for treasury shares held by Georg Fischer Ltd.

The Board of Directors will propose to the Annual Shareholders’
Meeting of 18 March 2015 to pay out a dividend of CHF 14.57 per
registered share out of retained earnings. In addition, the Board of
Directors will propose to the Annual Shareholders’ Meeting to pay out
a dividend of CHF 2.43 per registered share free of 35% withholding
tax out of reserves from capital contributions. A profit distribution
of CHF 17 per registered share will be proposed to the Annual
Shareholders’ Meeting.

In the previous year, a dividend of
CHF 7 per registered share free of 35% withholding tax out
of reserves from capital contributions and a par value
reduction of CHF 9 per registered share was paid out according
to the decision taken by the Annual Shareholders’ Meeting of
19 March 2014.

Schaffhausen, 13 February 2015

For the Board of Directors The Chairman

Andreas Koopmann

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Report of the Statutory Auditor

on the financial statements to the Annual Shareholders’ Meeting of Georg Fischer Ltd, Schaffhausen

As statutory auditor, we have audited the financial statements of
Georg Fischer Ltd, which comprise the balance sheet, income statement,
statement of changes in equity and notes (pages 111 to 120), for the
year ended 31 December 2014.

Board of Directors’ responsibility //

The Board of Directors is responsible for the preparation of the
financial statements in accordance with the requirements of Swiss law
and the company’s articles of incorporation. This responsibility
includes designing, implementing and maintaining an internal control
system relevant to the preparation of financial statements that are
free from material misstatement, whether due to fraud or error. The
Board of Directors is further responsible for selecting and applying
appropriate accounting policies and making accounting estimates that
are reasonable in the circumstances.

Auditor’s responsibility //

Our responsibility is to express an opinion on these financial
statements based on our audit. We conducted our audit in accordance
with Swiss law and Swiss Auditing Standards. Those standards require
that we plan and perform the audit to obtain reasonable assurance
whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence
about the amounts and disclosures in the financial statements. The
procedures selected depend on the auditor’s judgment, including the
assessment of the risks of material misstatement of the financial
statements, whether due to fraud or error. In making those risk
assessments, the auditor considers the internal control system
relevant to the entity’s preparation of the financial statements in
order to design audit procedures that are appropriate in the
circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the entity’s internal control system. An audit also
includes evaluating the appropriateness of the accounting policies
used and the reasonableness of accounting estimates made, as well as
evaluating the overall presentation of the financial statements. We
believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion.

Opinion //

In our opinion, the financial statements for the year ended 31
December 2014 comply with Swiss law and the company’s articles of incorporation.

Report on other legal requirements //

We confirm that we meet the legal requirements on licensing according
to the Auditor Oversight Act (AOA) and independence (article 728 CO
and article 11 AOA) and that there are no circumstances incompatible
with our independence.

In accordance with article 728a paragraph 1 item 3 CO and Swiss
Auditing Standard 890, we confirm that an internal control system
exists which has been designed for the preparation of financial
statements according to the instructions of the Board of Directors.

We further confirm that the proposed appropriation of retained
earnings and reserves from capital contributions complies with Swiss
law and the company’s articles of incorporation. We recommend that the
financial statements submitted to you be approved.